Psychology makes a distinction between motivation-processes that drive an individual to act-and cognition-processes by which information is processed. Despite their separation within Psychology, research on motivation and cognition need to be brought together because there is no cognition in the absence of motivational influences. Furthermore, cognitive neuroscience and clinical neuropsychology suggest that the brain areas responsible for motivational influences are not anatomically or functionally separable from those responsible for information processing. Our proposed work reunites research on motivation and cognition. This goal is crucial for understanding of normal functioning and for our ability to understand and treat cognitive deficits in clinical patients. Our motivational framework (derived from regulatory focus theory) assumes that people's motivational states can be focused on potential gains (a promotion focus) or on potential losses (a prevention focus). Our emphasis in on motivational influences on classification learning. Classification learning provides an ideal testbed for our studies because (a) much is known about the neurobiological systems and cognitive processes involved, (b) these neurobiological systems overlap extensively with those implicated in patients with clinical disorders, and (c) the Pis have over 25 years of combined experience in this field. The specific aims are to examine the effects of regulatory focus on explicit hypothesis-testing learning and implicit similarity-based learning. We also introduce social focus into the regulatory focus-learning framework. Social motivational factors are likely critical to an understanding of many neuropsychological disorders (e.g., anxiety and depression). The public health implications of this work are many. First, without understanding normal functioning, we cannot determine whether clinical patients (e.g., those with anxiety, depression, schizophrenia, etc) perform poorly because their disorder leads to cognitive impairments, or because it leads to a motivational mismatch. Second, a more detailed understanding of the motivation-learning interface will lead to improved neuropsychological testing measures and rehabilitation training strategies. Little is known about the motivational factors in clinicial disorders and about the motivation-cognition interface. This proposal reunites research on motivation and cognition to better understanding their effects on functioning in clinical populations.